Related Organizations

Bank Holding Company

Most, but not all, bank holding companies are regulated by the FRB, pursuant to the Bank Holding Company Act. For those bank holding companies regulated by the FRB (BHC), a BHC is any company that has control over any bank or over any company that is or becomes a BHC (12 USC 1841(a)). In this context, "company" means any corporation, partnership, business trust (or most other kinds of trusts), association, or similar organization. Any company generally has control over a bank or BHC if:

The company directly, indirectly, or acting through one or more other persons owns, controls, or has power to vote 25 percent or more of any class of voting securities of the bank or company,
The company controls in any manner the election of a majority of the directors or trustees of the bank or company, or
The FRB determines, after notice and opportunity for hearing, that the company directly or indirectly exercises a controlling influence over the management or policies of the bank or company.

There are also holding companies that own "non-bank banks" and are not regulated by the FRB. "Non-bank banks" in this context are those limited-purpose banks that are grandfathered by the Competitive Equality Banking Act of 1987, which include certain nationally chartered, FDIC-insured credit card banks.

Transactions between a bank and its parent company and nonbank subsidiaries of the parent company are subject to the restrictions of sections 23A and 23B and Regulation W. The requirements and limits pertinent to transactions with affiliates are discussed in this booklet’s "Transactions with Affiliates" section.

Pertinent information regarding a bank’s parent company and its nonbank subsidiaries can be found in the reports filed with the Securities and Exchange Commission (SEC), if applicable, and with the FRB in the case of a BHC. For a BHC, reports to the FRB include FR Y-6, the "Annual Report of Bank Holding Companies," which contains information on each subsidiary, information on activities of the parent BHC, and financial statements. Other reports that parent companies may be required to file include:

Report	Title
FR Y–6a*	Report of Changes in Investments or Activities
FR Y–8*	Report of Section 23A Transactions with Affiliates
FR Y–9C*	Consolidated Financial Statements for Bank Holding Companies (parallel to the call report for commercial banks)
FR Y–11I*	Annual Financial Statements of Nonbank Subsidiaries
FR Y–11Q*	Quarterly Financial Statements of Nonbank Subsidiaries
FR Y–20	Financial Statements for a BHC Subsidiary Engaged in Bank-Ineligible Securities Underwriting and Dealing
SEC 10–K	Annual Report
SEC 10–Q	Quarterly Report
SEC 8–K	“Current report,” filed after material events or corporate changes have occurred.
*These reports apply only to bank holding companies regulated by the FRB.

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